MATRIX ADVISORS VALUE FUND INC
N-30D, 2000-09-05
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                                  ANNUAL REPORT




                                 MATRIX ADVISORS
                                   VALUE FUND

                                 (Symbol: MAVFX)









                                  JUNE 30, 2000




                          747 THIRD AVENUE, 31ST FLOOR
                               NEW YORK, NY 10017
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


August 15, 2000


Dear Fellow Shareholder:

     I am pleased to enclose our report and  commentary  concerning the Fund for
the quarter and fiscal year ending June 30, 2000.

     The  Fund  posted  a  modest   increase  for  the  quarter,   which  looked
particularly  attractive  compared  to the  negative  returns of the S&P 500 and
other major market indices.  The Net Asset Value of the Fund as of June 30th was
$43.49, an increase of +1.66% for the quarter, and 6.67% for the most recent six
months.

     The Fund's most recent  quarterly gain continues to build upon the strength
of the past year, as  illustrated  by  comparative  performance  during the most
recent 12 month period:

     Comparisons of Equity Performance for the Fiscal Year 06/30/99-06/30/00

        * Please see the important disclosure at the end of this letter.

          Matrix Advisors Value Fund                       14.18%
          All Cap Average                                   3.04%
          S&P 500 Index                                     7.24%
          Value Line Index                                -12.43%
          Russell 2000 Index                               14.32%

     We  continue to be pleased by the Fund's  even keel,  despite the  dramatic
volatility  of the  markets  which  has  continued  into the third  quarter;  in
addition, we remain very confident in the quality of our portfolio holdings.

     Although  we are not immune to the  fluctuations  of the  markets,  we have
certainly  managed to avoid the worst of the market swings.  We strongly believe
that the Fund is poised to perform  relatively  well in this  tumultuous  market
environment.

                                        1
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


     Besides favorable  returns,  we are happy to report continued progress on a
number of other important fronts, including:

     *    Continued cash inflows to the Fund.

     *    Continued  cost  reductions,  which are  expected to reduce the Fund's
          expense  ratio  further  during the next fiscal year. We completed the
          past  year with a 0.99%  expense  ratio  (after  our  partial  fee and
          expense waiver).

     As we have mentioned in the past, Matrix partners,  associates, friends and
family continue to build our own investments in the Fund.

     If you have any  questions  on the  enclosed  or would like to discuss  our
outlook on the market or the Fund in greater detail, please feel free to call us
at (800) 366-6223 or e-mail us at [email protected]. You might also
enjoy visiting our website at www.matrixadvisorsvaluefund.com.

     Best regards.

                                        Sincerely,


                                        /s/ David A. Katz

                                        David A. Katz, CFA
                                        Chief Investment Officer


PAST PERFORMANCE IS NOT A GUARANTEE OF FUTURE RESULTS. THE FUND'S AVERAGE ANNUAL
RETURNS FOR THE ONE-YEAR AND THREE-YEAR  PERIODS ENDED JUNE 30, 2000 AND FOR THE
PERIOD FROM JULY 3, 1996, THE INCEPTION OF MATRIX'S  INVOLVEMENT  WITH THE FUND,
THROUGH THAT DATE WERE 14.18%,  15.47% AND 17.45%,  RESPECTIVELY.  The Advisor's
partial fee and expense  waiver  increases  total  return.  Fund share value and
returns fluctuate and investors may have a gain or loss when they redeem shares.
Matrix Asset Advisors became sub-Advisor on July 3, 1996 and Advisor to the Fund
on May 11, 1997.  Prior to those dates, the Fund was managed by another advisor.
Small and mid-cap investing may involve  volatility and other risks.  First Fund
Distributors, Inc., Phoenix, AZ 85018.

The Standard and Poor's 500 Index is an unmanaged  stock index that measures the
performance of 500 domestic  large-cap  companies.  The Russell 2000 Index is an
unmanaged index of 2,000 smaller  capitalization  domestic companies.  The Value
Line Index is an unmanaged index of 1,700 equally  weighted  companies.  The All
Cap Index is a Composite calculated based on 1/3 performance S&P (cap weighted),
1/3 Value Line, and 1/3 Russell 2000.

                                        2
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


                           Matrix Advisors Value Fund
                       Value of $10,000 vs S&P 500 Index

                          Annual Average Total Returns
                            Year Ended June 30, 2000

                          1 Year                14.18%
                          3 Year                15.47%
                          Inception (7/3/96)*   17.45%


                                   Matrix
                                  Advisors
                                 Value Fund         S&P 500 Index
                                 ----------         -------------
                3-Jul-96           10,000              10,000
               30-Jun-97           12,347              13,472
               30-Jun-98           13,898              17,531
               30-Jun-99           16,648              20,338
               30-Jun-00           19,009              21,809

Past performance is not predictive of future performance.

The S&P 500 is an unmanaged  index composed of 500 common stocks  representative
of the stock market as a whole.

* Matrix Asset  Advisors  became the  Sub-Advisor on July 3, 1996 and Advisor to
the Fund on May 11,  1997.  Prior to those dates the Fund was managed by another
Advisor.

                                        3
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


                           MATRIX ADVISORS VALUE FUND
             2ND QUARTER 2000 QUARTERLY COMMENTARY AND ANNUAL REPORT


     " YOU DON'T NEED A WEATHERMAN TO KNOW WHICH WAY THE WIND BLOWS."
          - Bob Dylan

     In the second  quarter,  the wind of the stock market  changed  course and,
with varying  degrees of intensity,  blew in a very different  direction than in
the previous two years.

     By the end of the fiscal year, the most marked change in the market was the
about-face investors made concerning  technology stocks. The NASDAQ Index, which
had a breathtaking fourth quarter of 1999, and had risen by 24% during the first
quarter  of 2000,  was down  for the year by more  than  -22% at its May lows (a
sell-off of greater than -37%).  While the negative  tide  affected all areas of
technology, the impact was most severe on the least profitable companies.

     The almost-religious  belief in the manifest destiny of emerging technology
companies,  particularly Internet stocks, gave way to a new realization:  In the
absence of profitability, many, if not most, of these companies will fail.

     Perhaps  of  the  greatest   long-term   importance   was  that   investors
increasingly   returned  to   fundamental   considerations   in  assessing   the
attractiveness  of particular  stocks.  This  represented  a departure  from the
previous momentum orientation of a great many investors, who had been content to
pile into stocks for the  overriding  reason that they were "going up". While it
is still too early to declare a return to a value-driven  market,  the market is
clearly beginning to move in that direction.

     YOUR  MATRIX  ADVISORS  VALUE  FUND  POSTED A MODEST  GAIN OF 1.66% FOR THE
QUARTER, IN CONTRAST TO MOST MARKET INDICES,  WHICH WERE NEGATIVE. FOR THE FIRST
HALF  OF  THE  YEAR,   THE  FUND  HAS  ACHIEVED  A  6.67%  RETURN   COMPARED  TO
FLAT-TO-NEGATIVE  RETURNS IN THE MAJOR  MARKET  INDICES,  INCLUDING  THE S&P 500
INDEX.  FOR THE FISCAL YEAR ENDED JUNE 30TH, THE FUND PRODUCED A GAIN OF 14.18%,
WHICH COMPARED VERY FAVORABLY TO COMPARABLE  MARKET  INDICES,  INCLUDING THE S&P
500 INDEX.

     While  the Fund  was  hardly  immune  from the  intense  volatility  of the
markets,  especially in its  technology  holdings,  in aggregate it incurred far
less  fluctuation  than the major  market  indices.  In fact,  during  the truly
unnerving days of April and May, the Fund held its value and even had increases.

     One  important  way to look at  volatility is to examine the movement of an
index or  portfolio  from its high  point  during a period to its  lowest  level
during a subsequent  sell-off.  For example,  the NASDAQ declined by -37.3% from
its mid-March peak to its May lows; the S&P 500 declined by -10.1% from its high
to its April  lows.  The Fund  declined  by  approximately  -6.6% from the highs
achieved in the quarter.

     It is also worth  noting  that,  while we did have our share of  technology
stock setbacks, on average our technology positions declined one-third less than
the average  technology stock. This occurred in the aftermath of these same Fund
technology investments outpacing the NASDAQ in 1999.

                                        4
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


A BRIEF REVIEW OF THE FISCAL YEAR

     Looking  back over the past fiscal  year,  we were  pleased to see that the
Fund was able to  significantly  outpace the  successes  of the overall  market,
without as much of the  volatility  or risk.  For  example,  while the  NASDAQ's
technology  stocks dazzled the market in calendar  1999,  the Fund's  technology
stocks posted even stronger performance during the same period.

     Furthermore,  as the fiscal year progressed the Fund made timely moves into
certain "Old Economy" stocks,  particularly in pharmaceuticals  and health care,
which  have  benefited  from the  rotation  of the market  away from  technology
stocks.

     As the new  fiscal  year  begins,  we not only enjoy a  comfortable  recent
performance    advantage   to   the   market,   but   also   maintain   a   more
fundamentally-prudent portfolio. Our holdings have a median price/earnings ratio
of approximately 15.5 versus a 28.6 average ratio for the S&P 500. Above all, we
believe we own a  portfolio  of  high-quality  businesses  in growth  industries
selling at very reasonable valuations.

FUND PERFORMANCE FOR THE SECOND QUARTER

     As in the overall market, many of the Fund's "Old Economy" stocks prospered
during the quarter,  while "New  Economy"  investments  by and large  retreated.
Conspicuously-strong  performance  for the  quarter  came  from  pharmaceutical,
medical and health care stocks,  including Abbott Laboratories,  Aetna, American
Home Products, Bausch & Lomb, Johnson & Johnson, Pharmacia and St. Jude Medical.
In addition,  Albertson's,  Kodak and Mattel  (yes,  Mattel)  posted  attractive
gains.

     New Economy  holdings that continued  their upward march included  Alcatel,
First Data and Vishay Intertechnology.

     We sold our holdings in Mark IV Industries  following the announcement that
the Company would be taken private by a European investor group. In addition, we
were  happy to take  partial  profits in Vishay,  which had posted  very  strong
performance.

     As mentioned above,  many of our technology  stocks gave back some of their
gains from the recent past. In this category  were Arrow  Electronics,  Computer
Associates,  Electronic Data Systems, Gartner Group, Global Crossing,  Motorola,
and Sensormatic.

     The  incredible  anxiousness of the market was reflected in the sell-off of
Electronic  Data  Systems,  Motorola  and Mylan Labs.  In each case,  short-term
issues  overwhelmed  compelling  long-term  business  prospects  and resulted in
significantly-reduced stock prices. When feasible, we significantly added to our
positions in these holdings.  In each case, we expect market  perception to turn
positive in short order and for these stocks to exhibit significant appreciation
in  upcoming  periods.  Other  decliners  during the  quarter  included  Bank of
America, Office Depot and Shaw Industries.

     We used the proceeds from recent sales, along with prior cash balances,  to
add to existing  positions in Bank of America,  Bausch & Lomb,  Compaq Computer,
Equifax,  Gartner  Group and St. Jude  Medical.  We also  slowly  began to build
investments in Adaptec and Century Telephone.  Finally, we sold our positions in
Bank One  Corporation  and Toys `R' Us based on our  conviction  that there were
more compelling investment alternatives available.

                                        5
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


FUND PERFORMANCE FOR THE FISCAL YEAR

     For the overall  fiscal year,  strong  performance  came primarily from the
Fund's technology  holdings.  In this sector,  conspicuously-strong  performance
came from Alcatel, Arrow Electronics, LAM Research, Novellus, 3Com and Vishay.

     Well-timed pharmaceutical and health care investments included Abbott Labs,
American Home Products,  Bausch & Lomb, Johnson & Johnson, St. Jude Medical, and
Teva Pharmaceuticals. Other strong performers included such diverse companies as
Equifax, Heinz, Hon Industries, Manpower and Schlumberger.

     One of the  weakest  sectors  for the  Fund  during  the  fiscal  year  was
financial  stocks,  which  also  fared  poorly in the  overall  market.  Bank of
America,  Bank One and Freddie Mac all posted negative  results,  while Comerica
was  flat  for  the  year.  We  do  however  expect  that  this  sector  is  now
well-positioned for resurgent growth over the next 12 to 18 months.

     New  purchases  during the  fiscal  year  included  Abbott  Labs,  Adaptec,
Albertson's, American Home Products, Bell Atlantic (Verizon), Century Telephone,
Equifax,  Freddie Mac, Gartner Group, Heinz, Hon, Johnson & Johnson, MBIA, Mylan
Labs and Office Depot.

     Positions  that were sold for strong  profits during the past year included
J.P. Morgan, LAM Research, O'Sullivan Industries, SLM Holding Corp, Schlumberger
and Teva  Pharmaceuticals.  Disappointing  holdings that were sold included Bank
One, Philip Morris, and Toys `R' Us.

LOOKING AHEAD

     Thanks  to  the  counterintuitive  nature  of  investing,   intense  market
volatility spawns great opportunity, and we do not shrink from such opportunity.
Both overall market and individual  securities' volatility create at least three
forms of opportunity, each of which we have capitalized on:

1.   Volatility  allows us to lock in profits in stocks which  experience  sharp
     short-term appreciation;
2.   Volatility  allows us to purchase  strong  businesses we like, and possibly
     own already,  at extremely good prices thanks to short-term price declines;
     and
3.   By presenting numerous short-term price "windows",  volatility gives us the
     opportunity to trade-up,  moving out of languishing investments which might
     face long-term recoveries, and into more compelling situations.

     While we expect continued market turbulence as well as the occasional stock
setback, we are extremely confident in the business outlook for our holdings and
believe that the Fund is well positioned to grow in upcoming periods and be more
protective in the inevitable market pull backs.

                                      * * *

     Following  this  letter  is  our  quarterly   installment  of  Ideas  About
Investing.  This  quarter  we  examine  technology  stocks,  seeking to find the
rational balance in a sector that tends to blow either very hot or very cold. In
addition,  we examine the  investment  implications  of a "soft landing" for the
economy.

                                        6
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


     Whether this letter  ultimately  finds its way to the beach,  the deck,  or
even into the charcoal grill, we wish you all the best for the unique  pleasures
of summer. Best wishes.

                              IDEAS ABOUT INVESTING

                  A QUARTERLY QUEST FOR INVESTING ENLIGHTENMENT

I. TAKING AN UNEMOTIONAL LOOK AT TECHNOLOGY STOCKS, IF POSSIBLE.

     Utter the words  "tech  stocks"  and you are likely to  engender a reaction
similar to the one experienced by a teenage boy who has just gotten up the nerve
to ask a girl out for the first time in his life: incredible elation or crushing
dejection.

     Certainly the markets have had a manic reaction to tech stocks for the past
few years. They have either been incredibly hot or chillingly cold. As a result,
investors tend to have a love `em or hate `em reaction to the sector - usually a
function of their own investment experience.

     But is  there a  middle  ground?  Is there a way to  approach  tech  stocks
without the emotional  trappings,  in order to determine what role, if any, tech
stocks should play for the prudent investor?

     Let's start with some basic  information.  Technology  is a broad term that
can be used to apply  to  companies  that  make  sophisticated  computer-related
electronic products and components - such as computer manufacturers and computer
chip  manufacturers,  perform services or create products that support hardware-
such as software,  networking and database management companies, or that explore
new  technologies  and  the  application   thereof,   such  as  Internet-related
companies.

     Technology  accounts  for a  huge  portion  of our  economy  as  well  as a
disproportionate amount of the growth in our economy.

     It is important to realize that technology is a "big tent" that encompasses
a vast array of different types of companies that occupy different points on the
spectrum  of  the   economy.   Some  tech  stocks  are  cutting  edge  in  their
technological  primacy,  but  have no  realistic  way of  making  money  for the
foreseeable  future, if ever. Others are financial  powerhouses whose technology
is basically run of the mill or  commoditized,  at risk of being eclipsed if not
rendered obsolete.

     The point is that an  investor  can't  just make a judgment  about  "tech".
Among other things,  investors  must ask  themselves  why they would invest in a
particular  tech stock - what they believe the company can  accomplish,  and how
that compares to the price they have to pay for it.

     In that regard, it would be useful to consider a study recently released by
Sanford C.  Bernstein & Co.,  which  looked at the "shelf  life" of great growth
stocks. The study revealed that great technology  companies enjoyed their status
as industry leaders on average only half as long as the great companies in other
sectors.  While 50% of the corporate leaders in other sectors were replaced over
a five-year  period,  in tech companies,  50% of the leaders were replaced every
two-and-a-half years!

                                        7
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


     This study has to give any thinking  investor  pause.  Definitionally,  the
dynamism of technology,  the very essence of what makes it the leading engine of
overall  economic  growth,  also makes for a bucking  bronco  ride for any given
individual tech stock.

     The lesson from the Bernstein  study is clear:  When  analyzing  technology
stocks, a healthy  skepticism as to valuation is definitely in order. The recent
travails of last year's  technology star,  Qualcomm,  illustrates this point. At
its peak earlier in the year Qualcomm's p/e was a  stratospheric  150x earnings.
The room for error was non-existent.  Qualcomm's  business  continues to thrive,
yet as market  participants  have decided that  business is merely great and not
spectacular, the stock has lost a staggering -75% of its value.

     Technology  is in part what helps keep our nation in the  forefront  of the
world's  economy and culture.  We should  welcome  technological  advances,  but
recognize  that the "march of  technological  progress"  is not  mirrored on the
investment  front. Tech stocks tend to be hot and cold because investors fall in
love with new ideas.  However,  new ideas do not necessarily make for profitable
businesses or great investments.

     As we  have  seen in  numerous  industries  throughout  time,  there  is no
substitute for good old fundamental  analysis.  Technology stocks,  like others,
should be valued  based on earnings  and cash flow  streams,  growth  prospects,
industry  leadership and  positioning.  Investors are well served not to fall in
hate or love with their technology investments.  Like all other companies in the
market,  at the right  price many  technology  companies  should be  bought;  at
another price, these same wonderful companies should be sold.

II. WHY IS EVERYONE TALKING ABOUT A "SOFT LANDING" FOR THE ECONOMY?

     It  is   difficult   to  read  a   financial   publication   or   watch  an
investment-oriented  television program without encountering a discussion of the
Federal Reserve Bank's efforts to engineer a "soft landing" for the economy.

     In the  often-counterintuitive  world of investing, what might appear to be
good news is cause for concern,  and  vice-versa.  So strong economic growth and
low  unemployment  are good news  except that they might  produce an  overheated
economy  where  demand  (fueled  by  widely-dispersed  wealth)  exceeds  supply,
resulting in inflation.

     And so we constantly hear about the Federal  Reserve's search for the signs
of the  possible  re-emergence  of  inflation,  and their  willingness  to raise
interest rates as a way of preventing the re-emergence of inflation.

     Thus the hopeful talk of the  economic  soft  landing,  by which is meant a
reduction in the pace of the economy, but not such a severe reduction as to stop
economic growth. Or as the "Goldilocks"  analogy (of Three Bears fame) has it, "
Not too hot, not too cold, but just right."

     And so we find  ourselves  in  something  of a  transitional  phase.  While
everyone wants the economy to cool (in the name of sustaining  economic  growth,
even if that means a slower  rate of growth),  there is still a  wildly-negative
reaction  when most  companies,  now  feeling  the impact of a slowing  economy,
report lower than forecast earnings.

     It is as if investors are saying,  "I want the economy to slow down, I just
don't want you (fill in the name of the  company  here) to slow  down." And this
inconsistency is having a significant short-term impact on the markets.

                                        8
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


     This  inconsistency  is also  contributing  to  market  volatility.  If the
economy is indeed  slowing,  as most recent  signs  indicate,  that slowing will
invariably be felt on the individual corporate level.

     However,  unless and until  there is a  revision  in the  expectations  for
corporate    performance,     there    will    continue    to    be    dramatic,
economically-unconnected  reactions to companies  whose  earnings  fall short of
expectations that have not been revised to reflect a slowing economy.

     The good news is that  eventually  there will be such a  revision.  At that
point truly strong  businesses will be appreciated  once again, and their stocks
should prosper and increase.

     A slowing  economy might  therefore be very good news for the stock market,
or at least for those  stocks  where  business  has been strong and steady,  and
where stock prices have not been stratospheric.

     Investors  would be well advised to ignore the short-term  swings and focus
on the stocks of fundamentally-attractive companies. As the hype and hoopla of a
stock market based on a raging economy subsides,  investment  success will go to
those who have bought selectively,  prudently and with a focus on healthy growth
prospects.

                                        9
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


SCHEDULE OF INVESTMENTS                                           JUNE 30, 2000
--------------------------------------------------------------------------------
COMMON STOCKS (96.44%)

SECURITY                                           SHARES              VALUE
--------------------------------------------------------------------------------
BANKS: (5.32%)
  Bank of America Corp.                            12,000           $   516,000
  Comerica Inc.                                    10,000               448,750
                                                                    -----------
                                                                        964,750
                                                                    -----------
COMPUTER AND PERIPHERALS: (6.41%)
  Adaptec Inc.*                                    10,000               227,500
  3 Com Corp.*                                      5,600               322,700
  Compaq Computer Corp.                            24,000               613,500
                                                                    -----------
                                                                      1,163,700
                                                                    -----------
COMPUTER SOFTWARE AND SERVICES: (6.46%)
  Electronic Data Systems Corp.                    15,000               618,750
  Gartner Group, Inc.*                             56,000               553,000
                                                                    -----------
                                                                      1,171,750
                                                                    -----------
CONSUMER PRODUCTS: (7.75%)
  American Greetings Corp.                          9,300               176,700
  Bausch & Lomb, Inc.                              10,500               812,438
  Eastman Kodak Co.                                 7,000               416,500
                                                                    -----------
                                                                      1,405,638
                                                                    -----------
DRUGS: (15.01%)
  Abbott Laboratories                              14,500               646,156
  American Home Products                            6,600               387,750
  Bristol-Myers Squibb Co.                          5,200               302,900
  Johnson & Johnson                                 3,000               305,625
  Mylan Laboratories                               35,000               638,750
  Pharmacia & Upjohn, Inc.                          8,568               442,858
                                                                    -----------
                                                                      2,724,039
                                                                    -----------
ELECTRONICS: (5.85%)
  Arrow Electronics, Inc.*                          9,000               279,000
  Vishay Intertechnology, Inc.*                    20,625               782,461
                                                                    -----------
                                                                      1,061,461
                                                                    -----------
FINANCIAL SERVICES: (3.42%)
  First Data Corp.                                 12,500               620,313
                                                                    -----------
FOOD: (1.45%)
  H.J. Heinz Co.                                    6,000               262,500
                                                                    -----------

                                       10
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


COMMON STOCKS, CONTINUED
--------------------------------------------------------------------------------
SECURITY                                           SHARES              VALUE
--------------------------------------------------------------------------------
FURNITURE: (2.91%)
  Hon Industries                                   11,000             $ 258,500
  Shaw Industries, Inc.                            21,500               268,750
                                                                    -----------
                                                                        527,250
                                                                    -----------
GROCERY: (2.93%)
  Albertson's Inc.                                 16,000               532,000
                                                                    -----------
HOUSEHOLD PRODUCTS: (1.46%)
  Tupperware Corp.                                 12,000               264,000
                                                                    -----------
INDUSTRIAL SERVICES: (5.72%)
  Equifax, Inc.                                    20,000               525,000
  Manpower Inc.                                    16,000               512,000
                                                                    -----------
                                                                      1,037,000
                                                                    -----------
INSURANCE: (0.53%)
  MBIA, Inc.                                        2,000                96,375
                                                                    -----------
MEDICAL SERVICES: (2.58%)
  Aetna Inc.                                        7,300               468,569
                                                                    -----------
MEDICAL SUPPLIES: (5.56%)
  St. Jude Medical, Inc.*                          22,000             1,009,250
                                                                    -----------
MORTGAGE: (1.12%)
  Federal Home Loan Mortgage Co.                    5,000               202,500
                                                                    -----------
PRECISION INSTRUMENTS: (2.33%)
  Sensormatic Electronics Corp.*                   26,700               422,194
                                                                    -----------
RETAIL: (0.96%)
  Office Depot, Inc.*                              28,000               175,000
                                                                    -----------
SEMICONDUCTORS/CAPITAL EQUIPMENT: (3.43%)
  Novellus Systems, Inc.*                          11,000               622,187
                                                                    -----------
SOFTWARE/SERVICES: (2.86%)
  Computer Associates International Inc.           10,141               519,092
                                                                    -----------

                                       11
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


COMMON STOCKS, CONTINUED
--------------------------------------------------------------------------------
SECURITY                                           SHARES              VALUE
--------------------------------------------------------------------------------
TELECOMMUNICATIONS/EQUIPMENT: (6.63%)
  Alcatel SA                                       10,000             $ 665,000
  Motorola Inc.                                    18,500               537,656
                                                                    -----------
                                                                      1,202,656
                                                                    -----------
TELECOMMUNICATIONS SERVICES (4.66%)
  CenturyTel, Inc.                                  9,000               258,750
  Global Crossing Ltd.*                            10,745               282,728
  Verizon Communications                            6,000               304,875
                                                                    -----------
                                                                        846,353
                                                                    -----------
TOYS AND SCHOOL SUPPLIES (1.09%)
  Mattel Inc.                                      15,000               197,813
                                                                    -----------
                               TOTAL COMMON STOCKS
                               (cost $13,466,684)                    17,496,390
                                                                    -----------

SHORT-TERM INVESTMENTS (3.67%)
--------------------------------------------------------------------------------
Firstar Treasury Fund                             284,104               284,104
Victory Gradison U.S. Government
  Reserves Fund                                   382,575               382,575
                                                                    -----------
                               TOTAL SHORT-TERM INVESTMENTS
                               (cost $666,679)                          666,679
                                                                    -----------
                               TOTAL INVESTMENTS IN SECURITIES
                               (cost $14,133,363) - 100.11%          18,163,069
                               LIABILITIES IN EXCESS OF
                               OTHER ASSETS  - (0.11%)                  (19,563)
                                                                    -----------
                               TOTAL NET ASSETS - 100.00%           $18,143,506
                                                                    ===========

* Non income-producing security.

The accompanying notes to financial statements are an integral part of
this schedule.

                                       12
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


STATEMENT OF ASSETS AND LIABILITIES                                JUNE 30, 2000
--------------------------------------------------------------------------------

                                     ASSETS
Investments in securities, at value:
  Common stocks (cost $13,466,684)...............................   $17,496,390
  Short-term investments (cost $666,679).........................       666,679
Receivables:
  Fund shares sold...............................................       144,324
  Dividends and interest.........................................        20,774
Prepaid expenses and other assets................................         4,212
                                                                    -----------
                                   TOTAL ASSETS                      18,332,379
                                                                    -----------
                                  LIABILITIES
Payables:
  Advisory fee...................................................        10,818
  Securities purchased...........................................       127,305
  Fund shares redeemed...........................................        30,000
Accrued expenses.................................................        20,750
                                                                    -----------
                                   TOTAL LIABILITIES                    188,873
                                                                    -----------
                                   NET ASSETS                       $18,143,506
                                                                    ===========
SOURCE OF NET ASSETS
Capital
  Par value of 417,184 shares outstanding (30,000,000 shares
   authorized) at $.01 per share.................................   $     4,172
  Paid-in capital ...............................................    13,715,415
                                                                    -----------
  Total capital paid in on shares................................    13,719,587
  Undistributed net investment income............................        43,908
  Undistributed net realized gain on
     investments.................................................       350,305
  Net unrealized appreciation of investments.....................     4,029,706
                                                                    -----------
                                   NET ASSETS                       $18,143,506
                                                                    ===========
                                   NET ASSET VALUE PER SHARE
                                   (Offering and Redemption Price)  $     43.49
                                                                    ===========

The accompanying notes to financial statements are an integral part of
these statements.

                                       13
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND

                                                                      FOR THE
                                                                    YEAR ENDED
STATEMENT OF OPERATIONS                                            JUNE 30, 2000
--------------------------------------------------------------------------------

                               INVESTMENT INCOME
Dividends........................................................   $   154,976
Interest.........................................................        26,681
                                                                    -----------
                                   TOTAL INCOME                         181,657
                                                                    -----------
                                    EXPENSES
Investment advisory fee..........................................       139,255
Transfer agent fee and expenses..................................        39,935
Registration and filing fees.....................................        12,570
Audit fees.......................................................        12,000
Custodian fee and expenses.......................................        11,238
Reports to shareholders .........................................         6,072
Miscellaneous....................................................         4,079
Legal fees.......................................................         3,916
Insurance........................................................         2,000
                                                                    -----------
                                   TOTAL EXPENSES                       231,065
                                   LESS: Advisory fees waived and
                                   expenses paid                        (93,202)
                                                                    -----------
                                   NET EXPENSES                         137,863
                                                                    -----------
                                   NET INVESTMENT INCOME                 43,794
                                                                    -----------

               REALIZED AND UNREALIZED GAIN ON INVESTMENTS - NET
Realized gain on investments - net...............................       350,703
Change in unrealized appreciation of investments - net...........     1,568,503
                                                                    -----------
                                   GAIN ON INVESTMENTS - NET          1,919,206
                                                                    -----------
                                   NET INCREASE IN NET ASSETS
                                   RESULTING FROM OPERATIONS        $ 1,963,000
                                                                    ===========

The accompanying notes to financial statements are an integral part of
these statements.

                                       14
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


                                                      FOR THE         FOR THE
                                                    YEAR ENDED      YEAR ENDED
                                                   JUNE 30, 2000   JUNE 30, 1999
--------------------------------------------------------------------------------

                       STATEMENT OF CHANGES IN NET ASSETS
Net investment income...........................   $    43,794      $     8,827
Realized gain on investments - net..............       350,703          106,818
Change in unrealized appreciation
  of investments - net..........................     1,568,503        1,664,100
                                                   -----------      -----------
                      NET INCREASE IN NET ASSETS
                      RESULTING FROM OPERATIONS      1,963,000        1,779,745
                                                   -----------      -----------

                         DISTRIBUTIONS TO SHAREHOLDERS
Net investment income...........................            --          (26,658)
Realized gain on investments....................       (99,301)        (201,601)
                                                   -----------      -----------
                      TOTAL DISTRIBUTIONS TO
                      SHAREHOLDERS                     (99,301)        (228,259)
                                                   -----------      -----------

                           CAPITAL SHARE TRANSACTIONS
Shares sold ....................................     6,802,577        1,871,606
Shares issued in connection with reinvestment
  of dividends..................................        99,012          227,253
Shares redeemed.................................    (1,769,371)      (2,503,433)
                                                   -----------      -----------
                      NET CHANGE FROM CAPITAL
                      SHARE TRANSACTIONS             5,132,218         (404,574)
                                                   -----------      -----------
                      TOTAL INCREASE IN NET
                      ASSETS                         6,995,917        1,146,912
Net assets, beginning of year...................    11,147,589       10,000,677
                                                   -----------      -----------
Net assets, end of year (including undistributed
  net investment income of $43,908 and $114,
  respectively).................................   $18,143,506      $11,147,589
                                                   ===========      ===========

                         CHANGES IN SHARES OUTSTANDING
Shares sold.....................................       168,974           60,574
Shares issued in connection with reinvestment
  of dividends..................................         2,560            7,516
Shares redeemed.................................       (44,689)         (81,688)
                                                   -----------      -----------
                      INCREASE (DECREASE)              126,845          (13,598)
                                                   ===========      ===========

The accompanying notes to financial statements are an integral part of
these statements.

                                       15
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


NOTES TO FINANCIAL STATEMENTS                                      JUNE 30, 2000
--------------------------------------------------------------------------------

NOTE 1 - ORGANIZATION

Matrix  Advisors Value Fund (the "Fund"),  formerly known as LMH Fund,  Ltd. and
Matrix/LMH Value Fund, is a Maryland corporation registered under the Investment
Company Act of 1940 as a diversified,  open-end  management  investment company.
The Fund commenced  operations  September 16, 1983. The objective of the Fund is
to achieve a total rate of return composed of capital  appreciation  and current
income.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

The Fund consistently  follows the accounting policies set forth below which are
in conformity with generally accepted accounting principles.

(a) Security Valuation

Portfolio  securities  which are traded on  national  securities  exchanges  are
valued at the last sale price on the principal exchange on which the security is
traded  as of the  close  of the New  York  Stock  Exchange.  If  there  were no
transactions in a security on that day, the security is generally  valued at the
last reported bid price. Securities traded over-the-counter are generally valued
at the latest bid price.  If no quotations  are available for a security,  or if
the Board of Directors  (or  committee of the Board of Directors  appointed  for
that  purpose)  believes  that the latest bid price of a security  which has not
been traded on the date in question does not fairly reflect its market value, it
is valued in a manner determined in good faith by the Board of Directors, or its
delegates, to reflect its fair value.

(b) Federal Income Taxes

The Fund has elected to be treated as a  "regulated  investment  company"  under
Subchapter  M of the  Internal  Revenue  Code.  The Fund  intends to  distribute
substantially  all  of its  taxable  income  and  any  capital  gains  less  any
applicable  capital loss  carryforwards.  Accordingly,  no provision for Federal
income taxes has been made in the accompanying financial statements.

(c) Portfolio Transactions

Security transactions are accounted for on the trade date, the date the order to
buy or sell is executed. Security gains and losses are computed on an identified
cost basis.

(d) Use of Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from these estimates.

                                       16
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


(e) Other

Interest  income  is  recorded  on  the  accrual  basis.   Dividend  income  and
distributions to shareholders are recorded on the ex-dividend date.

NOTE 3 - INVESTMENT ADVISORY FEE

The Fund has a  management  agreement  with Matrix  Asset  Advisors,  Inc.  (the
"Advisor",  "Matrix")  to serve as  investment  advisor.  Matrix,  formerly  the
Sub-Advisor,  replaced Heine Management Group, Inc.  ("Heine") as the Advisor on
May 11,  1997.  Certain  officers of the Advisor are also  officers of the Fund.
Under the terms of the  agreement,  the Fund has  agreed to pay the  Advisor  as
compensation  for all  services  rendered,  staff and  facilities  provided  and
expenses paid or assumed,  an annual fee, accrued daily, paid monthly,  of 1.00%
of the Fund's average daily net assets. For the year ended June 30, 2000, Matrix
waived $91,202 of its fee and paid an additional $2,000 of expenses.

NOTE 4 - INVESTMENT TRANSACTIONS

The cost of purchases  and the proceeds  from sales of  securities  for the year
ended June 30, 2000 were as follows:

                                                            Proceeds from
                                                          Sales (Including
                                          Purchases          Maturities)
                                          ---------          -----------
     Common Stock and Bonds              $ 9,863,812         $ 5,321,040
     Short-term Obligations               10,610,228          10,179,056

At June 30, 2000,  the cost of  securities  for federal  income tax purposes was
substantially  the same as that  recorded for book  purposes.  Accordingly,  the
aggregate gross  unrealized  appreciation  of investments  over cost for federal
income  tax  purposes  was  $4,555,588  and  the  aggregate   gross   unrealized
depreciation was $525,882, or a net unrealized appreciation of $4,029,706.

                                       17
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND

                              FINANCIAL HIGHLIGHTS
                 (FOR A SHARE OUTSTANDING THROUGHOUT EACH YEAR)


<TABLE>
<CAPTION>
                                                                        YEARS ENDED JUNE 30,
                                                         ---------------------------------------------------
                                                          2000       1999       1998       1997       1996
                                                         -------    -------    -------    -------    -------
<S>                                                      <C>        <C>        <C>        <C>        <C>
Net asset value, beginning of year ...................   $ 38.40    $ 32.90    $ 29.39    $ 24.10    $ 20.98
                                                         -------    -------    -------    -------    -------
Income from investment operations:
  Net investment income ..............................      0.11       0.03       0.14       0.10       0.47
  Net realized and unrealized gain
    on investments ...................................      5.30       6.26       3.54       5.52       3.12
                                                         -------    -------    -------    -------    -------
Total from investment operations .....................      5.41       6.29       3.68       5.62       3.59
                                                         -------    -------    -------    -------    -------
Less distributions:
 Dividends from net investment income ................     (0.00)     (0.09)     (0.17)     (0.33)     (0.47)
 Distributions from realized gains ...................     (0.32)     (0.70)     (0.00)     (0.00)     (0.00)
                                                         -------    -------    -------    -------    -------
Total distributions ..................................     (0.32)     (0.79)     (0.17)     (0.33)     (0.47)
                                                         -------    -------    -------    -------    -------
Net asset value, end of year .........................   $ 43.49    $ 38.40    $ 32.90    $ 29.39    $ 24.10
                                                         =======    =======    =======    =======    =======

Total return .........................................     14.18%     19.79%     12.56%     23.47%     17.16%

Ratios/supplemental data:
Net assets, end of year (millions) ...................   $  18.1    $  11.1    $  10.0    $   8.5    $   6.6
Ratio of operating expenses to average net assets:
 Before expense reimbursement ........................      1.65%      1.83%      1.80%      1.92%      1.84%
 After expense reimbursement .........................      0.99%      1.25%      1.23%      1.42%      1.84%
Ratio of net investment income (loss) to average
 net assets:
 Before expense reimbursement ........................     (0.35%)    (0.48%)    (0.12)%    (0.06)%     2.01%
 After expense reimbursement .........................      0.31%      0.10%      0.45%      0.44%      2.01%
Portfolio turnover rate ..............................        40%        33%        68%       129%        57%
</TABLE>

The accompanying notes to financial statements are an integral part of
these statements.

                                       18
<PAGE>
                                 MATRIX ADVISORS
                                   VALUE FUND


REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

TO THE BOARD OF DIRECTORS and
  SHAREHOLDERS OF MATRIX ADVISORS VALUE FUND

     We have  audited  the  accompanying  statement  of assets and  liabilities,
including the schedule of investments, of Matrix Advisors Value Fund, as of June
30, 2000,  and the related  statement of operations  for the year then ended and
the statement of changes in net assets and the financial  highlights for each of
the two years in the period then ended. These financial statements and financial
highlights are the responsibility of the Fund's  management.  Our responsibility
is to express an opinion on these financial  statements and financial highlights
based on our audits.  The  financial  highlights  presented  for the  three-year
period  ending June 30, 1998 were audited by other  auditors  whose report dated
August 20, 1998 expressed an unqualified opinion on those statements.

     We conducted  our audits in accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements and financial  highlights.  Our procedures  included  confirmation of
securities owned as of June 30, 2000, by  correspondence  with the custodian and
brokers.  An audit also includes  assessing the accounting  principles  used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

     In our opinion,  the financial statements and financial highlights referred
to above present fairly,  in all material  respects,  the financial  position of
Matrix  Advisors  Value Fund as of June 30, 2000,  the results of its operations
for the year then ended and the  changes  in its net  assets  and the  financial
highlights  for each of the two years in the period  then ended,  in  conformity
with generally accepted accounting principles.

                                        TAIT, WELLER & BAKER

Philadelphia, Pennsylvania
August 4, 2000

                                       19
<PAGE>
                               BOARD OF DIRECTORS
                    Leonard M. Heine, Jr., Director Emeritus
                               David A. Katz, CFA
                                Larry D. Kieszek
                              Robert M. Rosencrans
                                T. Michael Tucker

                                        *

                               INVESTMENT ADVISOR
                           Matrix Asset Advisors, Inc.
                          747 Third Avenue, 31st Floor
                               New York, NY 10017
                                 (800) 366-6223

                                        *

                                    CUSTODIAN
                     Firstar Institutional Custody Services
                                425 Walnut Street
                              Cincinnati, OH 45202

                                        *

                                 TRANSFER AGENT
                             ICA Fund Services Corp.
                            4455 East Camelback Road
                                   Suite 261E
                                Phoenix, AZ 85018

                                        *

                                  ADMINISTRATOR
                      Investment Company Administration LLC

                                        *

                             INDEPENDENT ACCOUNTANTS
                              Tait, Weller, & Baker

                                        *

                                  LEGAL COUNSEL
                      Swidler Berlin Shereff Friedman, LLP

This  report is  intended  for  shareholders  of the Fund and may not be used as
sales literature unless preceded or accompanied by a current prospectus.

Past  performance  results  shown in this  report  should  not be  considered  a
representation of future performance.  Share price and returns will fluctuate so
that shares, when redeemed,  may be worth more or less than their original cost.
Statements and other information herein are dated and are subject to change.


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